This quarterly report and other reports filed by Cannabis Suisse Corp. (Formerly
Geant Corp.) ("we," "us," "our," or the "Company"), from time to time contain
or may contain forward-looking statements and information that are based upon
beliefs of, and information currently available to, the Company's management as
well as estimates and assumptions made by Company's management. Readers are
cautioned not to place undue reliance on these forward-looking statements, which
are only predictions and speak only as of the date hereof. When used in the
filings, the words "anticipate", "believe", "estimate", "expect", "future",
"intend", "plan" or the negative of these terms and similar expressions as they
relate to the Company or the Company's management identify forward-looking
statements. Such statements reflect the current view of the Company with respect
to future events and are subject to risks, uncertainties, assumptions, and other
factors. Should one or more of these risks or uncertainties materialize, or
should the underlying assumptions prove incorrect, actual results may differ
significantly from those anticipated, believed, estimated, expected, intended,
or planned.
Our financial statements are prepared in accordance with accounting principles
generally accepted in the United States ("GAAP"). These accounting principles
require us to make certain estimates, judgments, and assumptions. We believe
that the estimates, judgments, and assumptions upon which we rely are reasonable
based upon information available to us at the time that these estimates,
judgments, and assumptions are made. These estimates, judgments, and assumptions
can affect the reported amounts of assets and liabilities as of the date of the
financial statements as well as the reported amounts of revenues and expenses
during the periods presented. Our financial statements would be affected to the
extent there are material differences between these estimates.
In General
We were incorporated in the State of Nevada on February 26, 2016. Our initial
business direction was production of paper made from elephant dung for making
different stationery products and distributing them mainly in Sri Lanka. The
Company ceased the mentioned operations on March 1, 2020.
On February 20, 2019, the Company filed a Certificate of Amendment to its
Articles of Incorporation with the Nevada Secretary of State for changing the
Company's name from 'Geant Corp.' to 'Cannabis Suisse Corp.
The Company is engaged in distribution of CBD Oils in the U.S. market using
online means.
We have never declared bankruptcy, have never been in receivership, and have
never been involved in any legal action or proceedings.
Our business office is located at Lerzenstrasse 12, 8953 Dietikon, Switzerland.
The Board of Directors considers the said premises appropriate for the business
direction the Company is following. Our telephone number is +15022082098.
Product Overview
The main business of the Company is distribution of cannabis and the related
products. They are laboratory tested to ensure the end-users have access to a
standardized, safe, and consistent product. Cannabis Suisse Corp. sells online
under the retail brand Swiss4Life.
Swiss4Life concept is based on the Company's mission to improve the quality of
life of its customers by providing them with high-grade CBD products. At this
stage Cannabis Suisse Corp. offers following products:
1)
The Swiss4Life first product comes in one fluid ounce (30ml) available in two
flavors: Crème de Menthe and Cherry Vanilla. It is a Broad Spectrum Oil with CBD
concentrations of 1500 mg, 2500 mg, 3500 mg.
2)
Swiss4Life TerpX2 is one fluid ounce (30ml). It is a CBD tincture with 1000mg
CBD concentrations per bottle and 33.33 mg CBD per serving. The product contains
0% THC, which means it will effectively perform therapeutic functions without
causing adverse reactions. High quality hemp seed oil is the carrier in the new
product saving all the important nutrients, including protein, vitamins, fatty
acids and minerals. Omega 3-6-9 is a complex of the most important unsaturated
fatty acids for human health.
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3)
Swiss4Life TerpX3 is a one fluid ounce (30ml) CBD tincture with 1000mg CBD
concentrations per bottle and 33.33 mg CBD per serving. Swiss4Life TerpX3 will
contain 0% THC, which means it will effectively perform therapeutic functions
without causing adverse reactions.
4)
Swiss4Life TerpX5 is one fluid ounce (30ml). It will be CBD tincture with 1000mg
CBD concentrations per bottle and 33.33 mg CBD per serving. All of the oil
products will include graduated droppers for accurate dosing, so consumers will
have the ability to choose the dosage that best suits them personally. Natural
Sleep Formula in Swiss4Life TerpX5 composition will provide anti-stress and
sedative effects without losses in concentration level during the day and will
help you to improve your natural sleep during the night. Swiss4Life TerpX5 may
help you get rid of insomnia, staying focused, and being full of energy.
Market background
Cannabis users from California, Colorado, Arizona, Oregon, and Washington spend
around $36 million in pre-rolled joints monthly according to the report
introduced by BDS Analytics.
Some European countries like Germany, Denmark, Malta, Greece, and Italy
discussed the possibility of creating a completely regulated cannabis market by
2028. Furthermore, Luxembourg intends to introduce a regulated market for adult
use of cannabis by 2023.
The research conducted by the Brightfield Group, and based on impending
regulatory changes in EU, indicates that the European CBD market is expected to
be worth $1.7 billion by 2023. The cannabis market in general is also set to
experience rapid growth, from $318 million in 2018 to nearly $8 billion by 2023.
Competition
We acknowledge the market of CBD-related items is rather competitive. There are
several companies that offer comparative items and we have to compete with them.
We see the main competitive advantage of our competitors is the established
customer base and marketing outlets. Nevertheless, we arrange on a wholesale
exchange, for the most part, so we have capacity to offer our items for
extensive organizations in huge amounts. Therefore, we believe our item is more
extensive, the quality is better, and our ways to deal with business are more
flexible.
Marketing
We use marketing strategies such as web advertisements, press releases, direct
mailing, and phone calls to acquire potential customers. We attract traffic to
our website by a variety of online marketing tactics, such as registering with
top search engines, using selected key words and meta-tags, and utilizing link
and banner exchange options.
The website related to cannabis cultivation is https://www.cannabissuisse.com.
The growing process is streamed online on this website. Also, it includes the
information about the main Company's products, our team and our plans for
further development.
We will intend to continue our marketing efforts during the life of our
operations. There is no guarantee that we will be able to attract and more
importantly retain enough customers to justify our expenditures. If we are
unable to generate a significant amount of revenue and to successfully protect
ourselves against those risks, then it would materially affect our financial
condition and our business could be harmed.
Description of property
Our chief executive officer, Suneetha Nandana Silva Sudusinghe, has agreed to
provide us his own premises at no charge. He will not take any fee for these
premises. This premise is used for production of the goods. The Company has
discontinued using the mentioned office space on March 1, 2020.
On September 28, 2016 the Company executed a Rent office agreement, beginning on
January 1, 2017, terminated on January 1, 2018 which was extended through
December 31, 2019. These premises will be used as a representative office for
the customers. The rent payment is $120 per month. This Rent office agreement
was terminated on March 1, 2020.
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On April 18, 2017, the Company signed a Rent office agreement, beginning on June
1, 2017 which will terminate on May 31, 2022. These premises will be used as a
representative office for the customers of Grow Factory GmbH. The rent payment
is $6,646 per month. For the six months ended November 30, 2020, we have $38,397
of rent expense. The rent office agreement was not effective as of November 30,
2020. On November 23, 2020, Cannabis Suisse Corp. transferred all the assets to
Cannabis Suisse LLC.
Research and Development Expenditures
We have not incurred any research expenditures since our incorporation.
Bankruptcy or Similar Proceedings
There has been no bankruptcy, receivership or similar proceeding.
Results of Operations for the three and six months ended November 30, 2020 and
2019:
Revenue and Cost of Goods Sold
For the three months ended November 30, 2019, the Company generated total
revenue of $47,190 from selling products to the customer. The cost of goods sold
for the three months ended November 30, 2019 was $94,585, which represent the
cost of raw materials.
For the six months ended November 30, 2019, the Company generated total revenue
of $106,442 from selling products to the customer. The cost of goods sold for
the six months ended November 30, 2019 was $200,555, which represent the cost of
raw materials.
For the three months ended November 30, 2020, the Company has generated total
revenue of $11,226 from selling products to the customer. The cost of goods sold
for the three months ended November 30, 2020 was $28,841.
For the six months ended November 30, 2020, the Company generated total revenue
of $50,850 from selling products to the customer. The cost of goods sold for the
six months ended November 30, 2020 was $102,648.
The Company's revenues consist of the sale of goods from principal activity and
secondary activity. The sale of goods from principal activity includes the sale
of CBD products. The sale of goods from secondary activity includes the sale of
face masks and disinfectants.
The decrease in revenues and cost of goods sold is a result of separating of
Cannabis Suisse LLC in November 2020.
Operating expenses
Total operating expenses for the three months ended November 30, 2019, were
$96,271. The operating expenses for the three months ended November 30, 2019,
included professional fees of $28,579; depreciation expense of $7,643; and
general and administrative expenses of $60,049.
Total operating expenses for the three months ended November 30, 2020, were
$75,850. The operating expenses for the three months ended November 30, 2020,
included professional fees of $12,000; depreciation expense of $4,163; and
general and administrative expenses of $59,687.
Total operating expenses for the six months ended November 30, 2019, were
$177,844. The operating expenses for the six months ended November 30, 2019,
included professional fees of $46,355; depreciation expense of $8,322; and
general and administrative expenses of $123,167.
Total operating expenses for the six months ended November 30, 2020, were
$206,171. The operating expenses for the six months ended November 30, 2020,
included professional fees of $33,896; depreciation expense of $8,324; and
general and administrative expenses of $163,951.
The change in operating expenses is related to the reduction of growing plants.
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Net Loss
The net loss for the three months ended November 30, 2020 and 2019 was $93,465
and $143,666, respectively.
The net loss for the six months ended November 30, 2020 and 2019 was $257,969
and $271,957, respectively.
Liquidity and Capital Resources and Cash Requirements
As of November 30, 2020, the Company had cash of $0. Furthermore, the Company
had a working capital deficit of $124,619.
During the six months ended November 30, 2020 and 2019 the Company used $83,068
and $188,306 of cash in operating activities respectively. The change in cash
used in operating activities is related to the decrease in net income,
depreciation, accounts receivable, accrued wages, and advances from customers
and the reduction in accounts payable, accrued expenses, and VAT tax receivable.
During the six months ended November 30, 2020 and 2019 the Company had $0 of
cash in investing activities.
During the six months ended November 30, 2020 and 2019 the Company was provided
$83,063 and $130,996 of cash in financing activities respectively, which came
from advances from related parties and bank indebtedness.
In its audited consolidated financial statements as of May 31, 2020, the Company
was issued a "going concern" opinion, meaning that there is substantial doubt we
can continue as an on-going business for the next twelve months unless we obtain
additional capital. Our only sources for cash at this time are investments by
others, selling our products and loans from our director. We must raise cash to
implement our plan and stay in business.
Management believes that current trends toward lower capital investment in
start-up companies pose the most significant challenge to the Company's success
over the next year and in future years. Additionally, the Company will have to
meet all the financial disclosure and reporting requirements associated with
being a public reporting company. The Company's management will have to spend
additional time on policies and procedures to make sure it is compliant with
various regulatory requirements, especially that of Section 404 of the
Sarbanes-Oxley Act of 2002. This additional corporate governance time required
of management could limit the amount of time management has to implement is
business plan and impede the speed of its operations.
Limited operating history; need for additional capital
There is no historical financial information about us upon which to base an
evaluation of our performance. We are in a start-up stage of operations and have
generated limited revenues since inception. We cannot guarantee that we will be
successful in our business operations. Our business is subject to risks inherent
in the establishment of a new business enterprise, including limited capital
resources and possible cost overruns due to price and cost increases in services
and products.
Off-Balance Sheet Arrangements
The Company does not have any off-balance sheet arrangements that have or are
reasonably likely to have a current or future effect on the Company's financial
condition, changes in financial condition, revenues or expenses, results of
operations, liquidity, capital expenditures or capital resources.
Related Party Transactions
There are two signed loan agreements between Cannabis Suisse Corp. and the
President/CEO and a Director of the Company, Suneetha Nandana Silva Sudusinghe.
The CEO agreed to loan the Loan Amount to the Company in the event of not
raising sufficient amount of funds from the offering in accordance to the Form
S-1 registration statement of the Company; the director agreed to loan the Loan
Amount to the Company on demand of the Company; the Company will conduct the
repayments of all amounts of the Director's loan accordingly to the sequence of
loans; the director will be repaid from revenues of the Company, when it starts
to earn significant revenues; advanced Loan funds are non-interest bearing,
secured and payable upon demand.
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Critical Accounting Policies
The preparation of financial statements in accounting principles generally
accepted in the United States of America requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. A change in managements' estimates or assumptions could have a
material impact on our financial condition and results of operations during the
period in which such changes occurred. Actual results could differ from those
estimates. Our financial statements reflect all adjustments that management
believes are necessary for the fair presentation of their financial condition
and results of operations for the periods presented.
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